1. IMPORTANT INFORMATION AND WHO WE ARE

Caresso Law (International) Ltd ("Caresso Law") operates this website (including the Portal) ("the Website") through which:

1.1. a consortium of regulated international law firms ("the Member Firms") directly accept instructions of legal and reserved matters ("the Legal Instructions"); and

1.2. various international specialist purpose vehicle(s) owned and operated by Caresso Law (jointly "the Caresso Law SPV's"), that on the instruction and control of Caresso law directly acquire and fund debt and other related legal causes of action ("the Debt Instructions") in respect of which is issues Legal Instructions to Member Firms

(jointly "the Suppliers") supply various litigation, legal and related services.

This affiliate programme is operated by Caresso Law for the benefit of the Suppliers.

2. WHAT CONSTITUTES A REFERRAL FOR WHICH COMMISSION IS PAID

Caresso Law receives a share of legal costs generated by the Member Firms in relation to successful Legal Instructions they receive ("the Fee Share"). The Fee Share varies dependent upon the type, value, complexity and jurisdiction of each Legal Instruction as may vary from time to time without notice or further reference.

Caresso Law SPV receives interest and late payment penalties through Debt Instructions pursuant to statutory legislation and related provisions for the payment of interest and late payment charges within any territory in which it operates, which for the avoidance of any doubt includes the United Kingdom Late Payment of Commercial Debts (Interest) Act 1998 and the EU Late Payment Directive 2011/7/EU ("the Statutory Penalties").

Where, via the Website and in each case as duly authorised and instructed agents you either:
2.1 directly set-up and register your firm as a Portal user through which you add new Legal Instructions for entities other than yourself; and/or
2.2 directly set-up and register entities other than yourself as Portal user (taking care to specify your ACCOUNT_ID as appropriate) ("the New Clients") through which either you or New Client(s) add new Legal Instructions

Caresso Law will, subject to these terms and conditions, pay you commission at the rate of ten percent (10%) of (i) the Fee Share in relation to non Debt Instructions; and all (100%) of (ii) applicable Statutory Penalties (excluding any interest, legal fees and/or disbursements), which shall be reduced pro-rata in proportion and in relation to, global settlements recived at less than the full original amount claimed, received in cleared funds in relation to Debt Instructions ("the Commission").

3. YOUR CAPACITY & OBLIGATIONS

Whilst participating in this affiliate programme (as an individual, institution, government agency, partnership or body corporate) as a non-exclusive independent sales commission agent of Caresso Law, you agree:

- not hold itself out to have [any] other such capacity of Caresso Law;

- not advertise, or otherwise market the Website of any of the services therein contained, except by means of brochures and other publicity materials supplied or approved by Caresso Law;

- to set up new clients via the Website in an expert and diligent manner;

- that by entering into this agreement you will not be in breach of any obligations to or agreements with any third party;

- to comply with the Caresso Law's policies and procedures on anti-corruption and bribery.

4. FEE & INVOICING

The Commission shall be self-billed by Caresso Law, via the Portal, and payable monthly within 35 days of the end of each calendar month throughout the term of this agreement.

Before payment of the Commission,you will provide VAT registration number via the Portal (upon your registration or as otherwise required).

You acknowledges and accept that the manner and rate at which Commission is calculated varies as set out above, from time to time, at the sole discretion of Caresso Law without notice.

Caresso Law is entitled to deduct from any Commission, any amounts payable, or likely to become payable, to Caresso Law by you, at any time and for any reason.

Caresso Law shall have a sole right of set off.

5. TERMINATION

Caresso Law may terminate this agreement at any time with notice via the Portal. In addition,where Caresso Law terminates this Agreement due to the following reasons, you will forfeit all Commissions due and shall not be entitled to any Commission in the future:

- registers (or allows to be registered) New Client(s) and/or registers or executes assignments of Legal Instructions without the knowledge, express consent and direct instruction of said New Client;

- being in material or persistent breach of any of the terms of this agreement;

- having a bankruptcy order made against him or her or making any arrangement with his or her creditors or having an interim order made against him or her;

- being convicted of any criminal offence other than a minor driving offence;

- persistently and willfully neglecting the performance of this agreement or failing to remedy any default in performance of this agreement;

- offering, promising or giving a bribe or requesting, agreeing to receive or accepting a bribe or bribing a foreign public official in connection with the this agreement contrary to the the Bribery Act 2010; or your local legislation;

- doing any action manifestly prejudicial to the interests of Caresso Law or the Suppliers or which in the opinion thereof may bring them into disrepute;

You shall have no claim against the Caresso Law in respect of the termination of this agreement for any of the reasons specified herein.

6. NO EMPLOYMENT

You shall remain an independent contractor and nothing in this agreement shall render or be deemed to render you an employee, worker or agent (with binding, representing or negotiating authority) of Caresso Law nor shall you hold yourself out as such. This agreement does not create any mutuality of obligation between you and Caresso Law.

7. TAX LIAILITIES & INDEMNITIES

You and Caresso Law hereby declare and confirm that it is the intention that this agreement shall have the status of an arms length non-binding marketing affiliate only and you shall be responsible for all income tax liabilities and national insurance or similar contributions in respect of your Commission and accordingly you hereby agree to indemnify Caresso Law in respect of any claims that may be made by the relevant authorities against Caresso Law in respect of income tax and national insurance or similar contributions relating to the the Commission and your activities pursuant to this agreement.

You also agrees to indemnify Caresso Law for any loss, damage, liability, costs or expenses (including reasonable legal costs) arising from:

- any breach by you, or any delegate engaged you, of the terms of this agreement, including any negligent or reckless act or omission in in relation hereto; and/or

- any employment-related claim or any claim based on worker status brought by you, or by any delegate appointed by you, against Caresso Law arising out of or in connection with this agreement.

8. DATA PROTECTION

You agree with Caresso Law to comply with all applicable data protection legislation, including but not limited to any and all data protection laws in their country of residence and operation and/or as otherwise appropriate (and any subsequent amendments thereto). You agree to Caresso Law holding and processing personal data (including sensitive personal data) relating to you for personnel, administrative and management reasons.

9. MISCELLANEOUS

If any provision of this agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction, such provision shall be severed and the remainder of the provisions of this agreement shall continue in full force and effect as if this agreement had been executed with the illegal or unenforceable provision eliminated.

This agreement can only be varied with the consent of you and Caresso Law and signed by all the parties to this agreement.

Failure of any party to insist upon strict performance of any provision of this agreement or the failure of any party to exercise any right or remedy to which he or she is entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of the obligations under this agreement.

No waiver of any of the provisions of this agreement shall be effective unless it is expressly stated to be such and signed by all the parties to this agreement.

The Contracts (Rights of Third Parties) Act 1999 shall not apply to this agreement.

If either party to this agreement is prevented or delayed in the performance of any of their respective obligations under this agreement by “force majeure”, then such party shall be excused the performance for so long as such cause of prevention or delay shall continue.

For the purpose of this agreement, “force majeure” shall be deemed to be any cause affecting the performance of this agreement arising from or attributable to acts, events, omissions or accidents beyond the reasonable control of such party and includes, but is not limited to, the following:

- strikes, lockouts or other industrial action;

- civil commotion, riot, invasion, war threat or preparation for war;

- fire, explosion, storm, flood, earthquake, subsidence, epidemic, severe weather or other natural physical disaster;

- impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; and

- political interference with normal operations.

This agreement contains the entire agreement and understanding of the parties relating to the subject matter of this agreement and extinguishes all previous agreements between the parties relating to the subject matter hereof.

10. JURISDICTION

This agreement is governed by the laws of England and the parties agree to submit to the exclusive laws and jurisdiction of the Courts of London, England to settle any dispute or claim arising from this Agreement.